IRS W‐9 (Need Title of Individual Signing)Check appropriate box for your status i.e.: individual, corporate etc. (check the ‘exempt
payee’ box if applicable)
Mutual Fund Disclosure Statement
Funds Transfer Authorization (Must be completed to disburse cash from account)
Repetitive Funds Transfer (To be used for Fed Wire disbursements) OR PeriodicDisbursement Request (To be used for ACH Wires or Checks)
Online Trust & Custody (OTC) User Enrollment ApplicationEach individual requesting OTC access must complete this form.
UIGEA Disclosure
List of Authorized Signer(s) with Specimen Signature(s)11
For Legal Entities: Please submit a Corporate Resolution or Board Meeting Minutes certified byCorporate Secretary with seal. Corporate Resolution must specify who is authorized to signagreements on behalf of the company.
Confirmation of Securities Transactions
FOR YOUR REFERENCE ONLY
Form E125Complete one Form E125 for EACH Eligible Security (see Custody Agreement Appendix A) thatwill fund your account.
Union Bank Team Contact Master Funds Transfer Agreement and Security Procedures (Trust) Union Bank Securities and Cash Delivery Instructions
Certification Regarding Beneficial Owners
If more than ninety days have passed since you first received this New Account Package, please contact your Business Development Officer or Relationship Manager for current forms.
IMPORTANT NOTES: When returning account documents to MUFG Union Bank via email, consider the protection of your sensitive information. If available, please password protect any attachments and provide the password or key to MUFG Union Bank in a separate email.
CERTIFICATION REGARDING BENEFICIAL OWNERS OF LEGAL ENTITY CUSTOMERS
I. GENERAL INSTRUCTIONS
What is this form?
To help the government fight financial crime, Federal regulation requires certain financial institutions to obtain, verify, and record information about the beneficial owners of legal entity customers. Legal entities can be abused to disguise involvement in terrorist financing, money laundering, tax evasion, corruption, fraud, and other financial crimes. Requiring the disclosure of key individuals who own or control a legal entity (i.e., the beneficial owners) helps law enforcement investigate and prosecute these crimes.
Who has to complete this form?
This form must be completed by the person opening a new account on behalf of a legal entity with any of the following U.S. financial institutions: (i) a bank or credit union; (ii) a broker or dealer in securities; (iii) a mutual fund; (iv) a futures commission merchant; or (v) an introducing broker in commodities.
For the purposes of this form, a legal entity includes a corporation, limited liability company, or other entity that is created by a filing of a public document with a Secretary of State or similar office, a general partnership, and any other similar business entity formed in the United States or a foreign country. Legal entity does not include sole proprietorships, unincorporated associations, or natural persons opening accounts on their own behalf.
What information do I have to provide?
This form requires you to provide the name, date of birth, address, and Social Security number (or passport number or other similar information, in the case of foreign persons) for the following individuals (i.e., the beneficial owners):
(i) Under the Ownership Prong, each individual, if any, who owns, directly or indirectly, 25 percent or more ofthe equity interests of the legal entity customer (e.g., each natural person that owns 25 percent or more of theshares of a corporation); and
(ii) Under the Control Prong, a single individual (natural person) with significant responsibility to control,manage or direct a legal entity customer, including an executive officer or senior manager or any otherindividual who regularly performs similar functions. (e.g., a Chief Executive Officer, Chief Financial Officer,Chief Operating Officer, Managing Member, General Partner, President, Vice President or Treasurer).
The number of individuals that satisfy this definition of “beneficial owner” may vary. Under section (i), depending on the factual circumstances, up to four individuals (but as few as zero) may need to be identified. Regardless of the number of individuals identified under section (i), you must provide the identifying information of one individual under section (ii). It is possible that in some circumstances the same individual might be identified under both sections (e.g., the President of Acme, Inc. who also holds a 30% equity interest). Thus, a completed form will contain the identifying information of at least one individual (under section (ii)), and up to five individuals (i.e., one individual under section (ii) and four 25 percent equity holders under section (i)).
The financial institution may also ask to see a copy of a driver's license or other identifying document for each beneficial owner listed on this form.
NOTE: The following legal entity customers are only subject to the Control Prong of the beneficial ownership requirement, either because ownership interests tend to fluctuate or because they do not exist:
• A Pooled Investment Vehicle that is operated or advised by a financial institution that is not an Excluded LegalEntity (such as non-U.S. managed mutual funds, hedge funds and private equity funds); and
• Any legal entity that is established as a nonprofit corporation or similar entity (including a charitable, nonprofit,not-for-profit, nonstock, public benefit or similar corporation) and has filed its organizational documents with theappropriate State authority as necessary.
II. CERTIFICATION OF BENEFICIAL OWNER(S)
Persons opening an account on behalf of a legal entity must provide the following information:
1. Name and Address of Legal Entity for Which the Account is Being Opened:
2. The following information for each individual, if any, who, directly or indirectly, through any contract,arrangement, understanding, relationship or otherwise, owns 25 percent or more of the equity interests of the legalentity listed above;
and the following information for one individual with significant responsibility for managing the legal entity listed above, such as:
• An executive officer or senior manager (e.g., Chief Executive Officer, Chief Financial Officer, Chief
Operating Officer, Managing Member, General Partner, President, Vice President, Treasurer); or
• Any other individual who regularly performs similar functions.
(Note: If appropriate, an individual can be identified as both an “owner” and “control party”).
If there are no owners which own 25% or more of the equity interest of the legal entity listed above, please check here:
Owner/Control Party: Check the
appropriate box(es)
Name/Title2 Date of Birth
Address (Residential or Business Street)
For U.S.
Persons:
Social
Security
Number
For Foreign Persons:
Passport Number
and Country of
Issuance, or other
similar identification
number1
Owner Control Party
Owner Control Party
Owner Control Party
Owner Control Party
Owner Control Party
I, (name of person opening account), hereby certify, to the
best of my knowledge, that the information provided above is complete and correct.
Signature: Date:
Title:
1 – In lieu of a passport number, foreign persons may also provide an alien identification card number, or number and country of issuance of any
other government-issued document evidencing nationality or residence and bearing a photograph or similar safeguard.
2 – For Owner, please provide the Name of the owner. For Control Party, please provide Name and Title of one control party.
III. CERTIFICATION OF EXEMPTION FROM BENEFICIAL OWNER(S) INFORMATIONCOLLECTION
The following account types do not require completion of Section II of this Certification Form. Instead, Section III (Certification of Exemption) should be completed:
a. Federally Regulated Financial Institution or State Regulated Bank & Insurance Company
b. Company, Exchange, Clearing Agency, Investment Advisor, or any other entity registered with the SEC orCFTC (excludes unregistered hedge funds)
c. Publicly-Held Company Traded on Major U.S. Exchanges (or any majority-owned domestic subsidiarythereof)
d. Domestic Government Agency and Instrumentality
e. Non-U.S. Governmental department, agency or political subdivision that engages only ingovernmental, rather than commercial activities
f. Public Accounting Firm (per the Sarbanes-Oxley Act)
g. Personal Trust
NOTE: If an account is exempt, then Section III shall be completed in lieu of Section II. Client signature is not required for exemption in Section III but is subject to back office verification and may be returned for client signature if exemption status cannot be verified.
Persons opening an account on behalf of any of the above account types shall provide the following information:
1. Name and Address of Legal Entity for Which the Account is Being Opened:
2. The type of exempt account that will be opened (check only one):
Federally Regulated Financial Institution or State Regulated Banks & Insurance Company
Company, Exchange, Clearing Agency, Investment Advisor, or any other entity registered with the SEC or CFTC
(excludes unregistered hedge funds)
Publicly-Held Company Traded on Major U.S. Exchanges (or any majority-owned domestic subsidiary
thereof)
Domestic Government Agency and Instrumentality
Non-U.S. Governmental department, agency or political subdivision that engages only in governmental, rather than commercial activities
Public Accounting Firm (per the Sarbanes-Oxley Act)
Personal Trust
BANK INTERNAL USE ONLY
Exemption verified by:
Date (Print name and employee ID)
Form E003 (v. V2020-03-02) Page 1 of 11
DEPOSIT TYPE: Financial Affairs Division Arizona Department of Insurance 100 N. 15th Ave., Suite 261, Phoenix, AZ 85007-2630 Phone: (602) 364-3986 Web: https://insurance.az.gov
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
CUSTODY AGREEMENT
This Custody Agreement (the “Agreement”), made as of this day of , 20 , among MUFG UNION BANK, NATIONAL ASSOCIATION, in its capacity as custodian, hereinafter called “Institution”, the Arizona State Treasurer, hereinafter called “State Treasurer”, the Arizona Department of Insurance, hereinafter called ”State Agency”, and (NAIC/AZ No. ) hereinafter called “Company”, wherein the Institution shall perform safekeeping duties and provide services as described in this Agreement with respect to Eligible Securities and other property held hereunder.
Recitals
A. In accordance with Arizona Revised Statutes or pursuant to a Security Deposit Agreement between theState Treasurer, State Agency and Company, Company is required to deliver and maintain a deposit totransact business in the State of Arizona.
B. Failure of Company to maintain the required deposit may result in regulatory action against Company byState Agency.
C. Institution desires to provide custodial services with regard to the deposit.
D. Institution, State Treasurer, State Agency and Company desire to enter into the following agreement forthe provision of custodial services.
Terms
1. Definitions
1.1 Account. The custodial account established by Institution for Company to maintain the deposit required by the State Agency.
1.2 Account Value. At any given time, the sum of the lesser of the market value, par value or amortized value of each Eligible Security held in the Account.
1.3 Deficient Account Value. Any time Company’s Account Value falls below Minimum Account Balance.
1.4 Deficient Account Value Notice. Written notice of the existence of a Deficient Account Value in Company’s Account as of the close of business on any business day, provided by Institution by facsimile or electronic mail to Company and State Agency by no later than 10:00 a.m. MST on the next business day. Unless otherwise instructed by State Agency, notice of an existing Deficient Account Value to be provided by Institution daily until cured.
1.5 Eligible Securities. Securities qualified by statute, rule, order or other determination of the State Agency as specifically set forth in Appendix A as may be amended by State Agency from time to time upon 30 days written notice to Institution and Company.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 2 of 11
1.6 Minimum Account Balance. A specific Account Value set by the State Agency which shall at a minimum be equal to the amount of deposit required under Arizona law, and which Company is required to continuously maintain in the Account. The initial Minimum Account Balance for the Account shall be $__________________. The Minimum Account Balance may be amended by the State Agency at any time.
1.7 MAB Change Notice. Written notice of a change in the Minimum Account Balance provided by State Agency to Institution and Company.
2. Deposit by Company
2.1 Delivery and Maintenance of Deposit. Company agrees to deliver and continuously maintain in the Account Eligible Securities that qualify under Appendix A and maintain an Account Value at least equal to the Minimum Account Balance specified by the State Agency from time to time in accordance with the terms of this Agreement.
2.2 Exchanges of Eligible Securities. Company may exchange Eligible Securities in the Account from time to time so long as the Account Value, after giving effect to the exchange, is at least equal to the Minimum Account Balance.
2.3 Maturities. In order to avoid a Deficient Account Value, prior to the maturity date of any Eligible Security, Company agrees to deliver to Institution replacement Eligible Securities or written instructions authorizing Institution to purchase other Eligible Securities on the maturity date.
2.4 Excess Deposit. In the event the Account Value exceeds the Minimum Account Balance, Company may withdraw securities or receive distributions from the Account so long as the Account Value, after the withdrawals or distributions, is at least equal to the Minimum Account Balance.
2.5 Deficient Deposit. Company shall not receive any distributions from Account while it has a Deficient Account Value including but not limited to distributions from any Eligible Securities, income, interest, proceeds, cash balances or other property in the Account. Company may continue to make even exchanges of Eligible Securities. Upon receipt of a Deficient Account Value Notice, Company shall deliver to Institution Eligible Securities so that the Account Value is at least equal to the Minimum Account Balance.
3. Monitoring of Minimum Account Balance by Institution
3.1 Monitoring and Deficient Account Value Notices. Institution shall monitor the Account Value for Compliance with the Minimum Account Balance, and issue Deficient Account Value Notices in accordance with Section 1.4 hereof.
3.2 No Releases from Account. Unless otherwise instructed by State Agency, in the event Company’s Account has a Deficient Account Value, Institution will not distribute any Eligible Securities, income interest, proceeds, cash balances or other property to Company and will hold all income, interest and cash balances, net of Institution’s fees. Company may continue to make even exchanges of Eligible Securities.
3.3 Maturity Notices. Institution shall provide Company a minimum of three written notices, by facsimile or electronic mail, prior to the maturity date of an Eligible Security, at such times as agreed upon by State Agency and Institution.
3.4 Excess Deposit. In the event the Account Value exceeds the Minimum Account Balance, Institution shall permit Company to withdraw securities or receive distributions from the Account in accordance with the conditions of Sections 2, 3 and 18 hereof.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 3 of 11
3.5 Intraday Value of Account. Institution shall not be responsible for the failure of the Account Value to be at least equal to the Minimum Account Balance solely due to changes in the market value or amortized value of deposited securities during any given business day. However, this provision does not relieve Institution from its obligations pursuant to Sections 3.1 and 3.2 hereof.
3.6 Confirmation of Account Value by Institution. Upon receipt of a MAB Change Notice, Institution shall, by close of business of same day, send by facsimile or electronic mail, confirmation to the State Agency and the Company that Account Value equals or exceeds the new Minimum Account Balance or issue a Deficient Account Value Notice.
4. Custodial Services
4.1 Unless otherwise agreed to by State Agency, Institution shall open Accounts within two business days following receipt of all necessary Account opening documentation. Institution shall accept for deposit into the Account only Eligible Securities. Institution shall safe keep all property delivered to it, shall identify such property on its books and records as held in trust for the State Treasurer, shall receive the income attributable thereto, and shall hold, invest, disburse or otherwise dispose of such income and principal, or its proceeds, pursuant to the provisions of this Agreement. Workers’ compensation deposits shall be held for the State Treasurer in trust for the fulfillment of the Company’s obligations under the Arizona Workers’ Compensation Laws and shall be indentified and classified in Institution’s automated and paper records in a manner which readily distinguishes Eligible Securities held for workers’ compensation from all other Eligible Securities deposited by Company.
4.2 All book-entry securities shall be identified in the Institution’s automated and paper records as such. Access to perform safekeeping duties and provide services under this Agreement shall be restricted to authorized Institution personnel assigned to this relationship.
4.3 Institution shall identify the full name of Company or an abbreviation of Company name that is acceptable to the State Agency, in its automated and paper records for Company’s account information and shall not change or modify Company name within its records without prior written approval from the State Agency. The Institution shall refer any written or verbal instruction that it receives from Company to change or modify Company’s name to the State Agency for authorization prior to making any change or modification.
5. Responsibility for Assets
Institution shall be responsible for losses of or damage to the securities or other property under its care, custody and control or under the care, custody and control of its nominee, its agents or a depository selected by it, including but not limited to any loss of or damage to securities occasioned by the negligence or dishonesty of any officers or employees of Institution, nominee, agents or depository, or burglary, robbery, holdup, theft or mysterious disappearance, including loss by damage or destruction. In the event of loss of or damage to the securities under the care, custody and control of Institution or its nominee, a depository or other agent of Institution, Institution shall, upon demand by Company, promptly replace such securities with like kind and quality, together with all rights and privileges pertaining to such securities, or, if acceptable to Company, deliver cash to the custodial account equal to the then fair market value of the securities. Under no circumstances, however, shall Institution be liable for consequential damages under this Agreement for causes beyond its control, which causes shall be war, insurrection, nuclear fission or fusion, radioactivity, seismic activity, earth movement, volcanism, flood, windstorm, hurricane, tornado or lightning.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 4 of 11
6. Examination by Supervisory Authorities
Institution agrees that at any time upon demand of an examiner contracted or employed by the State Agency, Institution will prepare and deliver to such examiner a written verification of all securities and other property held in the Account by Institution as custodian for Company, including such securities which have been deposited by Institution with a Depository (as hereinafter defined), and such verification shall be signed by an officer of Institution.
7. Investment Services
7.1 Institution shall have no responsibility to and shall not initiate any investment, reinvestment or divestment of the property held by it under this Agreement, without direction from Company, except as otherwise provided in this Agreement. Any charges by the Institution with respect to investment services shall be at the prices listed in Appendix B.
7.2 Institution may disburse interest coupon payments, principal paydowns, cash from maturities on securities in its custody, or any other income or proceeds received by it on securities held in Account in accordance with Section 3 hereof.
7.3 All sales, purchases, exchanges or other transactions respecting securities or other property which may be made by Institution for the account of Company shall be made only pursuant to instructions from Company or Company's designated representative, and in accordance with the conditions set forth in this Agreement. In the absence of such instructions, Institution shall have no responsibility for the investment or reinvestment of such property nor liability for any omission to act in the absence of instructions.
7.4 If an acquisition initiated by Company results in a debit balance at settlement of such transaction, Institution shall be entitled to charge interest on such debit balance.
7.5 Company, and not Institution, shall be responsible for all money, securities and/or other property delivered to any broker or other person specified by Company in such manner as Company may direct.
7.6 Institution's duties hereunder shall continue until such time as this Agreement is terminated or until such time as such duties shall be amended in writing as agreed to by the Company, State Treasurer, State Agency, and Institution.
8. Capital Changes
It shall be the responsibility of Company to furnish Institution with notification of the declaration, record and payment dates of any dividends or other distributions and of any calls or other capital changes or of information requiring special action concerning each of the securities subject to this Agreement whenever such information is not readily available from reporting services or publications generally accepted and utilized by the securities industry. No knowledge of the above described securities information shall be imputed to the Institution prior to the time it assumed custodial responsibility for any security.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 5 of 11
9. Depository
Institution may utilize the services of the Federal Reserve Institution or any depository (hereinafter called "Depository"), which is now or hereinafter approved by the Director of the State Agency for the purpose of book-entry deposit and maintenance in Depository of all securities eligible under applicable laws, regulation, and rulings except as limited by written instructions from Company or the State Agency to Institution. Institution may authorize Depository to hold the deposited securities, to receive the income and principal becoming due thereon, to surrender for payment maturing obligations and those called for redemption and to disburse and/or otherwise dispose of said deposited securities and the income thereof upon and pursuant to a written order by Company and to the extent permitted by the terms of this Agreement. Any income received from the surrender of coupons for payment will be credited as directed by Company to the extent permitted by the terms of this Agreement. A Federal Reserve Bank may be used to hold securities of federal agencies that are available only through the Book Entry System of said Federal Reserve Bank.
10. Nominee Authorized
Institution is directed to transfer into the name of nominees selected by it, all registered securities from time to time held under this Agreement. Institution shall issue written notice to the State Agency of any transfer of registered securities into the name of Institution’s nominee. Institution shall be responsible for the acts of its nominee with respect to such securities. To effect the transfer of registered securities into the name of Institution's nominee, to facilitate the collection of any payment thereon and to effect any other action in relation thereto or in order to meet any requirement thereof, Company authorizes Institution to execute in Company's name, and to deliver, any instrument determined by Institution to be appropriate in furtherance of the purposes hereof, and to guarantee in Institution's name as the signature of Company any signature so placed on such instrument. Institution will not permit book entry securities or securities issued or issuable in bearer form to be transferred to a Depository without having received prior written approval from the State Agency. Securities issued or issuable in bearer form which are held by Institution or transferred to a Depository shall be maintained in bearer form and not registered in the name of Institution's nominee or the Depository's nominee unless at the specific written request of Company.
11. Directions to Institution
All directions to the Institution from the State Treasurer, State Agency or Company shall be in writing and signed by the designated representatives of Company or the authorized personnel of the State Treasurer or State Agency, as appropriate. Notwithstanding Section 23 hereunder and unless Institution is otherwise notified by the State Agency, directions from Company, State Treasurer or State Agency relating to account transactions may be transmitted to the Institution by facsimile or electronic mail and will be deemed received upon telephonic confirmation of receipt by the Institution if facsimile or upon sending if electronic mail. Institution shall not be required to comply with any direction, which in its judgment may subject it to liability or expense, or to prosecute or defend any action, unless indemnified in manner and amount satisfactory to it.
12. Proxies
Institution shall not vote proxies. All proxies shall be forwarded to Company.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 6 of 11
13. Statements and Reports
Institution shall furnish periodic statements in a form acceptable to the State Agency and State Treasurer for all accounts and shall deliver the same to Company or to any representative designated by Company. Institution shall furnish monthly reports (holdings, transactions, and account balance change) in a form acceptable to the State Agency and the State Treasurer within 5 working days following each month end, which itemize all account activity with detailed descriptions and classifications of Eligible Securities and other property held hereunder. On the first day of each month, Institution shall provide the State Agency with a list of Accounts that have Eligible Securities due to mature during the month and an asset rating report in forms acceptable to the State Agency. On a weekly basis, Institution shall provide the State Agency with an Account characteristics report in a form acceptable to the State Agency. On a daily basis, Institution shall provide the State Agency with an Account value report in a form acceptable to the State Agency.
14. Electronic Data System
Institution shall provide secure Internet access to the State Treasurer, State Agency and Company that is compatible with the data systems of each to receive daily updated information regarding Eligible Securities and other property currently held in Company’s Account, and at least 18 months of historical data including any changes in Eligible Securities and other property held pursuant to this agreement. The electronic data system shall include read and print options in menus that enable query by Company name or Account number, and cusip numbers. The electronic data system shall be compatible to common spreadsheet and word processing software to enable the State Treasurer and the State Agency to download and utilize Company’s current account data. The timeliness of information in the Institution’s electronic data system shall be no less than transactions performed on the previous business day. At any time that Institution’s electronic data system is unavailable to the State Agency, State Treasurer or Company for any reason, Institution shall deliver by facsimile transmission or electronic mail, a detailed report of all transactions performed upon Company Accounts for the business day when the data system was not available, by the close of the next business day, when so requested by the State Agency, State Treasurer or Company. In addition, Institution shall provide specific Account information requested by the State Agency, State Treasurer or Company by the close of the next business day by facsimile transmission, electronic mail or telephonically. Electronic and written notification provided by the Institution to the State Agency, State Treasurer or Company shall clearly specify the type(s) of services and transaction(s) completed, such as release or distribution, receipt or deposit, automatic sweeps of principal funds and income, or a principal funds pay down and shall include the cusip numbers of all affected securities.
15. Termination of Agreement
Upon termination and written direction from the State Treasurer, Institution shall transfer the property then held in the Account for Company and Institution shall effect transfer of securities deposited by it on behalf of Company with the Depository to the new custodian, along with all records pertaining to the securities (with a copy of the records to Company). Upon termination, Company shall pay all sums due Institution and shall indemnify Institution in the manner and amount satisfactory to it against all liability incurred in the performance of this Agreement.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 7 of 11
16. Compensation
Except as hereafter provided, Institution shall be compensated for its services by Company in accordance with the charges set forth in Appendix B. All charges including but not limited to, brokers’ commissions resulting from security transactions and all security settlements and deliveries shall be paid by Company. The compensation or expenses charged by Institution for the services rendered under this Agreement shall not be charged to the assets held under this Agreement. However, so long as the Minimum Account Balance is maintained, Institution shall have the right to reduce income generated from such assets for funds that Institution has advanced or for fees owed to the Institution in order to effect the purchase of securities in accordance with the directions of Company. Under no circumstances shall Institution have the right to reduce, offset or encumber such assets with out-of-pocket costs or expenses incurred by it in effecting the sale of securities in accordance with the directions of Company. Notwithstanding the foregoing, so long as the Minimum Account Balance is maintained, Institution may reduce income generated from such assets for out-of-pocket costs or expenses incurred by it in effecting the purchase or sale of securities in accordance with the direction of Company, upon written authorization of Company subsequent to receipt by Company of an invoice itemizing the specific out-of-pocket costs or expenses incurred by the Institution.
17. Failure to Perform
Institution agrees to perform its safekeeping duties and related services described in this Agreement in accordance with prescribed time frames. Failure to act upon Company’s, or as applicable, the State Agency’s, proper and complete instructions shall constitute a failure by Institution to perform in accordance with this Agreement. The State Agency shall report and document to the State Treasurer all incidents of Institution’s failure to perform. The State Treasurer shall, upon recommendation and advisement from the State Agency, determine and impose remedial actions appropriate to the frequency and types of incidents reported by the State Agency. Remedial actions instructed by the State Treasurer to the Institution may include a refund or abatement of fees, out-of-pocket costs and expenses charged to Company by the Institution in the course of a transaction that constituted an incident of the Institution’s failure to perform, and reimbursement of a monetary loss experienced and documented by Company as a direct result of an incident of Institution’s failure to perform.
18. Receivership or Similar Proceeding
In the event the Institution receives notice from the State Agency, State Treasurer or the Company that Company is placed into receivership, liquidation, rehabilitation, supervision or similar proceedings, Institution will not distribute any Eligible Securities, income, interest, proceeds, cash balances or other property to Company and will hold all income, interest and cash balances, net of Institution’s fees unless otherwise instructed by State Agency. Company may continue to make even exchanges of Eligible Securities.
19. Citation Amendments
Any amendment to or repeal of any statute, rule or form cited above occurring during the term of this Agreement is incorporated herein by this reference.
20. Prohibition on Assignment
Company, or any receiver, liquidator, rehabilitator, supervisor or any similar appointee, may not assign this Agreement or any Eligible Securities, distributions, income or other property held under this Agreement without the prior written consent of the State Agency.
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 8 of 11
21. Designated Representatives
Company may provide written notice of its designated representatives who are authorized to act on its behalf in all matters concerning assets to be held in its Account under this Agreement, in a manner acceptable to the Institution. Written notice shall be signed by an officer of Company who is duly authorized within its bylaws or an authorizing resolution of the board of directors of Company which has been certified by its corporate secretary and shall remain in effect until superseded by a subsequent written notice of designated representatives or by a written notice of termination for designations previously authorized. A designated representative may act in all matters and be responsible for the duties of Company under this Agreement.
22. Cancellation
This agreement is subject to cancellation at any time by the Governor pursuant to A.R.S. 38-511.
23. Notices
Except as otherwise provided herein, any notices required or permitted to be made hereunder shall be delivered personally or by facsimile or by overnight courier or mailed by certified or express mail, return receipt requested, or by electronic mail except for notice under Section 22 hereof to the following addresses and shall be deemed to have been received when delivered personally, upon telephonic confirmation of receipt of the facsimile, one business day after delivery to overnight courier, or three business days after mailing or upon sending if electronic mail:
If to Company:
If to Institution:
If to State Treasurer:
If to State Agency:
Fax:Email:
Boris Mackovic, Vice President MUFG Union Bank, N.A. CustodyGlobal Services350 California Street, 17th Floor San Francisco, California 94104 Fax: (877) 833-8854 boris.mEmail: [email protected]
Lorraine Jones, Deputy Treasurer - Operations Office of the Arizona State Treasurer 1700 WaW. shington Phoenix, Arizona 850 07 Fa (6x: 02)-542-7176 Email lorrai: [email protected]
Cary W. Cook, Chief Financial Compliance Officer Arizona Department of Insurance 100 N. 15th Ave., Suite 261, Phoenix, AZ 85007-2630 Fax: (602) 364-3989 ccook@aEmail: zinsurance.gov
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
IN WITNESS WHEREOF, the parties hereto have caused the Agreement to be executed as of the date first written above.
COMPANY
By: Name: Title: ---------- --------
Federal Tax ID Number:------------
STATEAGEN&--
By: /l- . ~ Name: Kurt A. Regner Title: Assistant Director
INSTITUTION
By: Name: ---------------~--Title:
By: Name: Title: ------------------
Form E003 (v2018-12-14) Page 9 of 11 (v2020-03-02)xxxxxxxxxx
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
AND ARIZONA DEPARTMENT OF INSURANCE
Form E003 (v2020-03-02) Page 10 of 11
APPENDIX A
ELIGIBLE SECURITIES FOR OTHER THAN WORKERS’ COMPENSATION DEPOSITS
The Insurance Company and the Institution shall, at all times, assure that the securities on deposit meet the following criteria:
1. U.S. Treasury obligations.
2. Tax-free state and local government general obligations limited to evidences of indebtedness of orwithin the State of Arizona having and maintaining a rating designation from a NRSRO equivalent toa NAIC 1 or NAIC 2 Designation in accordance with the Purposes and Procedures Manual of theNAIC Investment Analysis Office NAIC Securities Valuation Office and NAIC Structured SecuritiesGroup.
NOTE – Any cash received by Institution as a result of income collections or matured Eligible Securities will be automatically swept into a money market fund offered by the Institution that qualifies under the most recent update of Part 6, Section 2(b)(i), “U.S. Direct Obligations/Full Faith and Credit Exempt List” of the Purposes and Procedures Manual of the NAIC Investment Analysis Office NAIC Securities Valuation Office and NAIC Structured Securities Group. Money market fund deposits do not qualify as Eligible Securities and will not be included in the calculation of Account Value.
ELIGIBLE SECURITIES FOR WORKERS’ COMPENSATION DEPOSITS
The Insurance Company and the Institution shall, at all times, assure that the securities on deposit meet the following criteria:
1. U.S. Treasury obligations.
2. Fixed income investments having and maintaining a rating designation from a NRSRO equivalent toa NAIC 1 or NAIC 2 Designation in accordance with the Purposes and Procedures Manual of theNAIC Investment Analysis Office NAIC Securities Valuation Office and NAIC Structured SecuritiesGroup excluding the following:
a. mortgage backed securities;b. asset backed securities;c. affiliated bonds;d. capital or surplus debentures;e. private placement bonds; andf. foreign and Canadian securities as classified by the SVO.
3. Money Market Fund offered by the Institution that qualifies under the most recent update of Part 6,Section 2(b)(i), “U.S. Direct Obligations/Full Faith and Credit Exempt List” of the Purposes andProcedures Manual of the NAIC Investment Analysis Office NAIC Securities Valuation Office andNAIC Structured Securities Group.
NOTE – Any cash received by Institution as a result of income collections or matured securities will be automatically swept into Money Market Fund.
NAIC = National Association of Insurance Commissioners NRSRO = Nationally Recognized Securities Rating Organization
SVO = Securities Valuation Office of the NAIC
MUFG UNION BANK, NATIONAL ASSOCIATION AS CUSTODIAN FOR ARIZONA STATE TREASURER
PER OCCURRENCE FEES Book-Entry Federal Reserve Delivery or Maturity $35
Depository Trust Corporation or Participants Trust Corporation Delivery or Maturity $35
Account Set Ups $500
Principal Pay Downs $5
Bond Call/Put $35
Money Wires Out $25
Corporate Actions $35
New Issue Security Purchase Charge
Treasury $35
Agency $35
Account Closing Fee $100
DISCLOSURES
Fee invoices will be generated semi-annually for periods ending January 31 and July 31.
You may be assessed an overdraft charge for any negative balance in your account, provided suchadvance or overdraft is not related to Bank errors or omissions. The current rate will be provided at timeof account opening and may be subject to change upon notification. Please see your accountAgreement for additional information.
CUSTOMER INFORMATIONPROFILEGlobal Trust Services
Non-Individual - Exempt
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT To help the government fight the funding of terrorism and financial crime, including money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person and/or entity that opens an account (each a “Customer”), and the key parties and beneficial owners of Customer. WHAT THIS MEANS TO YOU: When you open an account, we will ask for the names of all the persons ("principals") who will have authority over the account, as well as a confirmation of the physical address for the account itself. As an entity, we will also ask you for information which allows us to verify the purpose of the entity and to establish the identities of all the persons who are authorized to act on its behalf. In addition, we are required to take reasonable measures to verify the intended purpose for the account, as well as the underlying source of the funds which will be used to establish your new account.
CUSTOMER INFORMATION
Entity listed below may be referred to herein as the “Customer.”
NAME OF ENTITY
CONTACT NAME (Name of individual opening the account on behalf of the entity listed above) CONTACT PHONE NUMBER
LEGAL ADDRESS (We are not able to use post office box numbers) COUNTRY OF REGISTRATION
CITY STATE ZIP BUSINESS PHONE NUMBER
DATE OF ESTABLISHMENT EIN# For Non-Resident Aliens, Provide Foreign TIN (FTIN): FTIN Not Applicable. Country ofResidence does not provide FTIN
NAICS CODE (visit https://www.naics.com/search/ to Search NAICS Code): BUSINESS DESCRIPTION:
II. ACCOUNT CONTROL AND OWNERSHIP INFORMATION
Provide the following information, as applicable for the account* (attach additional pages, as necessary):
Complete the FinCEN Certification of Beneficial Owners (“FinCEN Attestation Form”), which is provided separately.
Name of individual completing the FinCEN Attestation Form: _____________________________
For the Control Party and each Beneficial Owner, provide a copy of Driver’s License, Passport, or other State Issued ID
Entity is exempt from FinCEN Attestation Form. MUFG Union Bank will complete FinCEN Attestation. CONTROL AND OWNERSHIP INFORMATION
III. CIP EXEMPT STATUS
1. IS THE CUSTOMER A U.S. FINANCIAL INSTITUTION? ___YES ___NO
U.S. Financial Institutions regulated by a State or Federal Functional Regulator (with the exception of those that allow their customers to directly execute transactions through their correspondent customer relationship with the Bank).
2. IS THE CUSTOMER A U.S. GOVERNMENT ENTITY? ___YES ___NO
U.S. federal, state, and local government entities and instrumentalities, and special districts of local governments, including Native American Tribes (within the United States).
Note: Exclusion applies to Native American Tribal governments only, and does not apply to business entities owned by the Native American Tribal government.
3. IS THE CUSTOMER A U.S. PUBLICLY TRADED ENTITY? ___YES ___NO
Company is domiciled in the U.S. and is Publicly Traded and Listed on the Major U.S. Exchanges (NYSE and NASDAQ). Companies domiciled outside of the U.S. and companies listed on Foreign Exchanges are not exempt from CIP policy. If Yes, Identify the Exchange(s): ____NYSE ____NASDAQ (Except Capital Markets) Symbol
4. IS CUSTOMER A U.S. SUBSIDIARY OF A U.S LISTED ENTITY? (see below for further detail)? ___YES ___NO Company is a subsidiary of a U.S. Listed Entity organized under the laws of the United States, or of any U.S. State, where the U.S. Listed Entity owns at least 51 percent of their common stock, or analogous equity interest
If ñYESò to ANY of the above: Sign in “CERTIFICATION BY ACCOUNT PRINCIPAL(S)” on page 2 (If "NO" to all of the above, complete a Non-Exempt form provided separately) If the Customer is a U.S. subsidiary of a U.S Publicly Traded Entity: please provide Organization Chart indicating percentage ownership Companies domiciled in the U.S. that are Publicly Traded and Listed on the Major U.S. Exchanges (NYSE and NASDAQ) are exempt from CIP policy. This exemption also applies to any U.S. subsidiary of a U.S. Listed Entity organized under the laws of the United States, or of any U.S State, where the U.S. Listed Entity owns at least 51 percent of their common stock, or analogous equity interest. Note: The following customers are not excluded from CIP: Companies listed on NASDAQ-CM (NASDAQ Capital Markets, formerly known as small-cap issues), OTC, and/or Pink Sheets. Subsidiaries of a U.S. Publicly Traded Company, where the ownership interest is less than 51 percent.
Documents required to open new accounts will vary, depending upon the type of account you are requesting us to open. Unless otherwise noted, we must receive completed documents requiring signatures, signed and dated by the authorized account principal(s), before we will be able to open your account. For Non-Resident Alien accounts or other questions regarding these requirements, please contact your Relationship Manager.
SANCTIONED PERSON(S)
The undersigned principal(s) hereby represent(s) and warrant(s):
1. Neither Customer nor any of its subsidiaries nor, to the knowledge of the undersigned, any affiliate or any director, officer, agent or other Person acting on behalf of the Customer: (i) is a Sanctioned Person; (ii) has any business affiliation or commercial dealings with, or investments in, any Sanctioned Country or Sanctioned Person; or (iii) is the subject of any action or investigation under any Sanctions Laws or Anti-Money Laundering Laws.
2. Neither Customer nor any of its subsidiaries nor, to the knowledge of undersigned, any affiliate or any director, officer, agent or other person acting on behalf of Customer has taken any action, directly or indirectly, that would result in a violation by such persons of Anti-Corruption Laws; and the Customer has instituted and maintains policies and procedures designed to ensure continued compliance therewith.
3. For the purpose of the foregoing:
“Sanctioned Person” means, at any time, any Person: (a) that is listed on the Specially Designated Nationals and Blocked Persons list or the Consolidated Sanctions list maintained by OFAC, or any similar list maintained by OFAC, the U.S. Department of State or the United Nations Security Council; (b) that is fifty-percent or more owned, directly or indirectly, in the aggregate by one or more Persons described in clause (a) above; (c) that is operating, organized or resident in a Sanctioned Country; or (d) with whom a U.S. Person is otherwise prohibited or restricted by Sanctions Laws from engaging in trade, business or other activities;
“Sanctions Laws” means the laws, rules, regulations and executive orders promulgated or administered to implement economic sanctions or anti- terrorism programs by: (a)any U.S. Governmental Authority (including, without limitation, OFAC), including Executive Order 13224, the Patriot Act, the Trading with the Enemy Act , the International Emergency Economic Powers Act and the laws, regulations, rules and/or executive orders relating to restrictive measures against Iran; and (b) the United Nations Security Council or any other legislative body of the United Nations; and
“Sanctioned Country” means a country or territory that is or whose government is subject to a U.S. sanctions program that broadly prohibits dealings with that country, territoryor government and “Anti-Corruption Laws” means the Foreign Corrupt Practices Act of 1977, the UK Bribery Act of 2010, and the rules and regulations promulgated thereunder,and all other laws, rules, and regulations of any jurisdiction applicable to Client or any of its subsidiaries concerning or relating to bribery or corruption.
V. CERTIFICATION BY ACCOUNT PRINCIPAL(S)
I/we hereby certify under penalty of perjury that all information provided herein and in all other documents provided to MUFG Union Bank for purposes of opening the requested account is true and accurate to the best of my/our knowledge. By signing below, each of the Principal(s) hereby certifies that it will not engage in any transaction(s) involving any OFAC sanctioned country or territory (including, without limitation Iran or North Korea).
NAME SIGNATURE DATE
NAME SIGNATURE DATE
NAME SIGNATURE DATE
VI. CERTIFICATION BY MUFG UNION BANK, N.A.
NAME Signature Date
NAME Signature Date
VII. VERIFICATION BY MUFG UNION BANK, N.A.
INITIAL FUNDING SOURCE VERIFIED BASED ON:
CERTIFICATION OF BENEFICIAL OWNERS COMPLETED DATE:
To be completed by MUFG Union Bank, N.A. ACCOUNT NUMBER
ACCOUNT NAME
1. PRIMARY ACCOUNT CONTACTNAME OF CONTACT
ADDRESS CITY STATE ZIP CODE
PHONE FAX EMAIL
2. INVESTMENT MANAGER Client has delegated investment authority to the following investment manager(s). If you have more than one investment manager, please provide additional information on a separate sheet.
Not Applicable NAME OF COMPANY
ADDRESS CITY STATE ZIP CODE
PRIMARY CONTACT EMAIL PHONE FAX
DAILY CONTACT EMAIL PHONE FAX
SWIFT BIC CODE
3. SHAREHOLDER DISCLOSURE
In accordance with the Shareholder Communication Act of 1985, MUFG Union Bank, N.A. IS AUTHORIZED IS NOT AUTHORIZED to disclose upon request to companies whose securities are held in this Account, Client’s or Client’s agent’s name and address and the holdings in this Account of securities issued by such companies. Custodian is required by law to provide this information if Client does not object.
4. TAX STATUSTAX ID NUMBER LEGAL DOMICILE – COUNTRY OR STATE
COST METHOD – IF HISTORICAL COST IS NOT PROVIDED, ONLY SHOW COST GOING FORWARD. (If Client does not indicate an option, the default will be FIFO.)
FIFO LIFO Average Highest Lowest Minimize Gain Maximize Gain
FISCAL YEAR END (If Client does not indicate a date, the default will be 12/31)
ACCOUNT BILLING
Invoice
FREQUENCY:
Semi-Annually
Please provide billing address:
ACCOUNT STATEMENTS
Settlement Date
To Client: Statements will be provided monthly and will be made available online via Custodian's Online Trust and Custody (OT&C) application, unless otherwise agreed in-writing between Custodian and Principal. Please ensure that the appropriate recipient for Principal is set up on OT&C to receive statements.
Advisor: Statements will be made available to Advisor:
Monthly Quarterly Annually
HOW WILL TRADE INSTRUCTIONS BE SENT? DTC ID Interface File Upload OMGEO SWIFT Fax UB Secured Messaging
Other:
DESIGNATED SWEEP VEHICLE
Sweep Vehicle: Refer to appropriate disclosure for Sweep Vehicle selection
PROSPECTUS DELIVERY Investment Manager (address in Section 2) Client (address in Section 1) Other
Address (complete if Other selected, or alternate address for Investment Manager or Client)
MUTUAL FUND INCOME & CAPITAL GAINS OTHER THAN SWEEP
Take Cash Always Reinvest Always Reinvest Income Reinvest Capital Gains
AMORTIZATION / ACCRETION FOR TAXABLE ACCOUNTS Not Applicable
Market Discount Method: ________________________
OID/DISC Frequency: ________________________
Taxable Amort Type: ________________________
Taxable Amort Method: _________________________
Taxable Amort Frequency:________________________
FOREIGN EXCHANGE:
Does Client intend to execute foreign exchange contracts?
Yes No
Will Client hold foreign assets? If yes, additional documentation is required.
6. CORPORATE ACTIONS Please indicate who is authorized to act on Corporate Action Information. NOTE: Contact should have view and respond OTC Access. CONTACT NAME EMAIL PHONE FAX
POWER TO VOTE CORPORATE ACTIONS Client Advisor Other If other, please provide the name of organization, contact name, and address below:
Email:
7. PROXIESPOWER TO VOTE PROXIES
Client Advisor Other If other, please provide the name of organization, contact name, and address below:
Email:
8. SPECIAL INSTRUCTIONSPLEASE INCLUDE INFORMATION ON ANY ADDITIONAL INTERESTED PARTIES ON THE ACCOUNT AND SPECIFY AUTHORITY.
ACCEPTANCE BY PRINCIPAL: I/We instruct MUFG Union Bank, N.A. to take actions indicated in this Account Profile. I/We agree to provide written notification of any changes to these instructions NAME SIGNATURE DATE
NAME SIGNATURE DATE
NAME SIGNATURE DATE
ACCEPTANCE BY MUFG UNION BANK, N.A. NAME SIGNATURE DATE
FORM 01850 (Rev. 03/2020) eFORM
MONEY MARKET MUTUAL FUND INVESTMENT DIRECTION AND DISCLOSURE STATEMENT FOR DIRECTED ACCOUNTS (sweep)
Global Trust Services
Account(s) Number(s): Account(s)/Client Name:
Account(s) (Description): __________________ ☐ List of Accounts Attached (if checked)
These instructions supersede any previous instructions for the investment of cash in the above-referenced account(s) (“Account(s)”).
DIRECTION The undersigned account owner or authorized investment manager (“Client”) hereby directs MUFG Union Bank, N.A. (“Bank”) to use the above referenced money market mutual fund (“Fund”) for cash management sweep services or other short-term investments in the above specified Account(s). Client may, at any time, direct Bank in writing to invest, redeem and exchange shares of the designated Fund for shares of another fund made available by Bank.
DISCLOSURE Bank has entered into arrangements with unaffiliated Funds, including but not limited to shareholder servicing plans and 12b-1 plans, under which Bank may perform various services. For such services, Bank may be paid compensation up to 50 basis points per annum of the average daily Fund balance held by the Fund, as further described in each Fund’s prospectus or statement of additional information (“SAIs”). Of this maximum amount, compensation under 12b-1 plans and shareholder servicing arrangements does not exceed 25 basis points, excluding that received for the following types of services which are not subject to the 25 basis point cap: (i) transfer agent or sub-transfer agent services; (ii) aggregating and processing purchase and redemption orders; (iii) providing account statements showing transactions and Fund positions; (iv) processing dividend payments; (v) providing sub-accounting services; (vi) forwarding Fund communications, including proxies, shareholder reports, dividend and tax notices, and updated prospectuses; and (vii) receiving, tabulating and transmitting proxies. Bank may also receive compensation for its services from a Fund distributor or Fund affiliate out of its own resources, as further described in each Fund’s prospectus.
Bank may act as custodian for certain Funds whose shares Bank makes available to clients and may receive a fee for those custodial services based on each Fund's average daily net assets and certain transaction activity incurred in connection with those services. Those fees are separate from the compensation disclosed in this statement.
Bank's ultimate parent company, Mitsubishi UFJ Financial Group, Inc. ("MUFG") beneficially owns up to 24.9% of the common stock of Morgan Stanley and is represented by two seats on Morgan Stanley’s Board of Directors. By directing Bank to use a Morgan Stanley Fund there may be an indirect benefit to MUFG.
ACKNOWLEDGMENT Client hereby acknowledges and agrees that: • Client has read this Disclosure and consents to Bank’s receipt of the fees described above;• Bank has not recommended any particular Fund and will rely on the directions contained herein;• Client has receipt of, or access to, and has read Fund’s prospectus which contains information on the investment objectives, risks,
charges and expenses for all Fund portfolios;• Fund is NOT insured by the FDIC or by any other federal government agency, is NOT a deposit of or guaranteed by Bank
or any Bank affiliate, and MAY lose value, including possible loss of principal.• Client will obtain all prospectuses and SAIs and all updates and supplements thereto via the internet through an ISP service found
at the website for each such Fund. A list of those websites is available from Bank. Client can revoke this consent at any time and,thereafter, can obtain paper copies of any prospectus at no additional cost upon request. Bank will send Client a paper copy of theprospectus of any Fund in which Client directs Bank to purchase shares.
• Fund may reserve the right to reject or cancel any purchase or sale order in whole, or in part, and may impose fees and otherrestrictions or conditions on purchases and sales as stated in Fund’s prospectus, including redemption fees, liquidity fess andredemption suspensions. Bank is not responsible for any losses, transaction failures, fees or other charges imposed by or resultingfrom any of the foregoing restrictions or conditions imposed by Fund or from any other decision or action by Fund. Bank will act atFund’s direction with respect to the foregoing actions, and such direction may include requiring the rejection or re-confirmation ofcertain trades. Bank may not be able to give Client notice that an order is subject to any fees, restrictions, conditions orsuspensions before an order is processed;
• Although Fund seeks to preserve the value of the investment at $1.00 per share, it cannot guarantee it will do so and that aninvestment in the Fund could lose money.
Name of Authorized Signer Name of Authorized Signer
Title Title
Signature Signature
Date Date
For Internal Use Only: Sweep Model #: Internal Bank CUSIP: Internal Bank Ticker:
Please refer to Union Bank‘s "Master Funds Transfer Agreement and Security Procedures" for further information regarding our funds transferservices. We must also receive an original, executed "Funds Transfer Authorization" document for the Union Bank Custody Account indicatedbelow before we can act upon these funds transfer instructions.
Beneficiary’s Bank Name: Beneficiary’s Bank Address:
Beneficiary’s Bank ABA Number: Beneficiary’s Account Number:
Beneficiary’s Account Name:
Beneficiary’s Address: City: State/Country Zip
Special Instructions/ Further Credit to:
Special Instructions/ Account Number:
Checks only
Payee’s Name:
Payee’s Address: City: State Zip
3. STANDING INSTRUCTIONS FOR PERIODIC TRANSFERS N/A – As Directed
Start Date (if other than the date of Client Authorization below): Funds To Be Drawn From: Principal Income
Frequency: Daily Monthly Quarterly Other:
If transfer amount is other than 100 percent, please Specify: Dollar Amount: $ OR Percentage: %
4. THIRD-PARTY DESIGNATIONComplete this section to designate the authorized signers for a Third Party as additional Authorized Representatives to initiate OR ANDamend disbursement requests made in accordance with these instructions. By designating a Third Party in this section, Client hereby authorizesBank to refer to the list of authorized signers for the designated Third Party on file with the Bank as of the date of receipt of each disbursementrequest. Client also certifies that Client has duly authorized the designated Third Party to so act and the Bank shall conclusively rely on thatauthorization and is instructed to take instructions from the designated Third Party for disbursements.
Designated Third Party's Name: Designated Third Party's Telephone:
Remarks (If Necessary):
5. AUTHORIZED REPRESENTATIVE AUTHORIZATION(S) By signing below, Authorized Representative on behalf of Client herebycertifies that this transaction does not involve any OFAC sanctioned countries or territories (including, without limitation Iran or North Korea).
Client Name: Client Name:
Signature: Signature:
Date: Date: BANK USE ONLY - VERIFICATION AND APPROVAL FOR FUNDS TRANSFERS (ACH, WIRE, CHECK)
Unlawful Internet Gambling Enforcement Act of 2006
The Unlawful Internet Gambling Enforcement Act of 2006 (UIGEA) prohibits the transfer of funds from a financial institution to an internet gambling site. The UIGEA defines restricted transactions as those prohibited under applicable federal, state or tribal gambling laws. Restricted transactions are prohibited from being processed through your account or relationship.
I have read the above and certify:
conducts: Client name
Internet business Gaming Gambling related entities Entertainment (Including, but is not limited to hotels and motels, amusement parks, recreational facilities and entertainment and production companies)
3rd party payment processors, including ACH payment processors and payment senders
and does not engage in unlawful internet gambling;
OR
does not conduct one of the activities listed above; Client name
and that all information provided herein is true and accurate to the best of my knowledge.
Authorized Signer:
Title:
Signature of Authorized Signer:
Date:
Authorized Signer:
Title:
Signature of Authorized Signer:
Date:
[This is a sample. If you choose to use this template, please print on Client letterhead without including this sentence and the footer.]
Sample Corporate Resolution (2020-03-02)
Please Note: The Effective Date of the Corporate Resolution MUST coincide with or predate the date of the authorized signature on ANY account opening document or other authorization.
I hereby certify that I am the Secretary/Assistant Secretary of , a corporation duly organized and existing under the laws of the State of , and that the following is a true copy of a Resolution duly adopted by the Board of Directors of said corporation at a meeting held on , , at which meeting a quorum was present and acting throughout, or by unanimous consent of the Board of Directors on ,
, and that such resolution has not been rescinded or modified and is in full force and effect on this date:
RESOLVED, that the following officers of this Corporation are authorized and empowered to execute and deliver all documentation and to provide all instructions and documents necessary or advisable to MUFG Union Bank, N.A. (“Bank”) in connection with a custody arrangement between this Corporation and the Bank. The named officers hereby acknowledge this authorization and each, by affixing his/her signature next to his/her name, indicates his/her agreement.
RESOLVED FURTHER, that the officers of this corporation and each of them be and they hereby are authorized and directed to open such bank accounts at Union Bank as may be necessary or appropriate for the conduct of the business of this Corporation , that all resolutions required by the Bank be and they hereby are adopted, and that the Secretary of this Corporation be and hereby is authorized and directed to certify to the Bank as to the adoption of this resolution or any further resolution requested by the Bank.
RESOLVED, FURTHER, that a copy of this and any further resolution requested by the Bank and certified by the Secretary of this Corporation be inserted in the minute book of this corporation.
Title Name Signature
Only one signature is required
Signatures are required
All must sign
IN WITNESS WHEREOF, I have hereunto set my hand and the Seal of the Corporation this
,
(Affix Corporate Seal Here)
Secretary/Assistant Secretary
Effective 2020-03-02
GLOBAL TRUST SERVICES
Confirmation of Securities Transactions
Currently, your periodic account statement provides detailed information about all securities transactions. However, we want you to be aware that you have the option to request alternate notifications of securities transactions that we effect on your behalf, at no additional cost to you.
Please note that if you choose the third option listed below you will receive trade confirmations for every money market sweep trade, mutual fund trade, or other security transaction MUFG Union Bank, N.A. effects on your behalf, in addition to your periodic account statement(s), and your Relationship Manager will contact you to confirm this selection.
I wish to receive securities transaction notifications in the following manner (select one):
Account statements, which will serve as the sole written notification of any securities transactions effected by Union Bank for my account(s).
Electronic account statements, including notification of any securities transactions effected by MUFG Union Bank, N.A. for my account(s) via MUFG Union Bank, N.A.’s Online Trust & Custody service.
Written confirmations of any securities transactions effected by MUFG Union Bank, N.A. for my account(s), including money market sweep trade, mutual fund trade, or other security transactions, will be provided to me at no extra cost in addition to my account statements. By choosing this option, I understand that my Relationship Manager will contact me to confirm this selection.
Account Number:
I understand that this election will apply to all current and future sub-accounts that are created under the current account agreement.
By:Authorized Signature Date
Print Name Client Name
E125 (Rev. 2020-03-02)
ARIZONA DEPARTMENT OF INSURANCE SECURITY DEPOSIT FORM This form must be completed prior to all deliveries to Union Bank.
MAIL MUFG Union Bank, N.A. 350 California Street, 17th Floor San Francisco, CA 94104
Type of Security (check one) Complete the information below - One form per security asset required.
Please provide detailed security information. For a security other than a U. S. Treasury Obligation please provide the rating information (below) and verify that the security meets the criteria of Eligible Securities as defined on Appendix A of your Custody Agreement Form E003.
Rating Source: Standard & Poor’s Rating / As of date
Moody’s Rating / As of Date
Equivalent NAIC Designation
U. S. Treasury Obligation deliver to: Federal Reserve Bank: FRB Eligible Securities Only: UNION BK LA/TRUST ABA #: 122000496 For Credit to Account #______________________
DTCC Eligible Security deliver to: MUFG Union Bank, N.A. DTC Participant 2145 For Credit to Account # Agent Bank ID #: 27978 Institutional ID #: 15810
PLEASE NOTE - CASH IS ONLY ACCEPTED TO: FACILITATE NEW SECURITY PURCHASES AND TRADES, OR HOLD AS PRINCIPAL FUNDS IN A WORKERS’ COMPENSATION DEPOSIT
CASH WIRE MUFG Union Bank, N.A. Monterey Park, CA 91755 TRUSF Branch 09569 ATTN: Domestic Custody ABA # 122000496 For Credit to Account #:__________________________ (Insert Trust account# in the “BNF_ID” or Beneficiary ID field)
Book Entry or DVP: Forward to Union Bank on Trade Date
By signature below you are certifying that the security described above, meets the criteria of the “Arizona Department of Insurance Form E003, Appendix A Eligible Securities”
Authorized Signature on File with Union Bank Printed Name & Title Date
SECURITIES AND CASH DELIVERY INSTRUCTIONS
Institutional Trust & Custody Services Effective June 5, 2018
Please contact your account administrator for additional information regarding foreign issues held at agent banks and settlement of foreign currency by third party brokers.
WIRE FUNDS TO: MUFG Union Bank, N.A. Los Angeles, CA ABA #: 122000496 SWIFT BIC: BOFCUS33
For Credit to Account #:___________________ (Utilize the “BNF_ID” or Beneficiary ID field)(ex.67xxxxxxxx) For Credit to Account Name: _______________
Wire Originator Account #:_________________ Wire Originator Name: ____________________ Wire Originator Address: (Provide a minimum of 2Address lines) Address line 1:___________________________ Address line 2:___________________________
OBI If a 1 for 1 Account relationship does not exist for the wire, please reference TRUSDG in the OBI section of your Wire Instructions.
DTC ELIGIBLE TRADES MUFG Union Bank, N.A. DTC Participant 2145 For Credit to Trust Account # ______________ Agent Bank ID #27978 Institutional ID #15810
PHYSICAL SECURITIES SETTLEMENTS RECEIVE FREE MUFG Union Bank Attn: Special Asset Unit 530 B Street, Suite 204 San Diego, CA 92101
PHYSICAL SECURITIES SETTLEMENTS DELIVER VS. PAYMENT 570 Washington Blvd Jersey City, NJ 07310 Attn: Central Delivery – 5th Floor Ref: Union Bank - #2145
ACATS/SECURITIES DTC Participant 2145 Phone 415-705-7480 (Deliveries) Phone 415-705-7481 (Receives) General Inquires on ACATS: Phone 415-705-7411
SEND CHECKS TO: MUFG Union Bank, N.A. ATTN: Global Custody Services For Credit to Account #: _______________ 350 California Street, Suite ___________ San Francisco, CA 94104
FEDERAL RESERVE BANK: FRB Eligible Securities Only: UNION BK LA/TRUST ABA #: 122000496 For Credit to Trust Account #______________________
MUTUAL FUNDS HELD BY AGENT Re-registration Instructions: Union Bank TR Nominee FBO: ______________________________
(Client Name), (Account Number) P.O. Box 85484 San Diego, CA 92186 TAX ID # 33-0566999 ACATS/Mutual Funds DTC #2145 619-230-3001 (Deliveries)619-230-3184 (Receives)
TIME CERTIFICATES OF DEPOSIT Re-registration Instructions: Union Bank TR Nominee F/B/O _______________________ P.O.Box 85484 San Diego, CA 92186 Use Tax ID #33-0566999
The undersigned ("Client", "you", or "your") and MUFG Union Bank, N.A. ("Bank") agree that the Bank will provide funds transfer servicesaccording to the terms of the Master Funds Transfer Agreement and Security Procedures -Global Trust Services (Form 02491-GTS), andas specified below in this Funds Transfer Authorization (the “Funds Transfer Authorization”).
CLIENT NAME
Designate all accounts you wish to use for funds transfers (line out all unused lines).
ADDRESS AS IT APPEARS ON YOUR ACCOUNT CITY STATE/COUNTRY ZIP CODE
1. Client Information
2. List of Accounts
DATE
FUNDS TRANSFER AUTHORIZATION Global Trust Services
Initiation Type (select one or more)
In Person
PRIMARY PHONE NUMBER
Telephone (Only Available to Portal Customers)SWIFTWritten (by Mail)
Account Name(s)Account Number(s)
1.
2.
3.
4.
Email (Instructions received via the Online Business Center or PDF document attached to the email (password protecteddocument preferred for data security)
Transmission. Please Specify Transmission Type (if applicable):
Facsimile
FORM 02341-GTS (08/2018) eFORM Page 1 of 2
FACSIMILE PHONE NUMBER
Does this Funds Transfer Authorization apply to all current and future sub-accounts with the sameauthorized signers that are created under the umbrella of the current account agreement?
Yes No
Requests for funds transfers are subject to the security procedures and other terms and conditions set forth in the Master Funds TransferAgreement and Security Procedures -- Global Trust Services (Form 02491-GTS) and as set forth in this Funds Transfer Authorization.
3. Funds Transfer Method
Complete this section to designate the individuals who are authorized to initiate funds transfers and receive callbacks pursuant to thisFunds Transfer Authorization (the “Authorized Representative(s)”). You agree that we may monitor or record telephone conversations withyou and your Authorized Representatives.
4. Authorized Representatives (line out all unused lines)
SignatureAuthorized Representative (Print Name)
1.
2.
3.
4.
See attached list of additional authorized signers (if applicable).
Individual Dollar Limit(if blank, then it is unlimited)
Call Back Telephone Number
5.
x
x
x
x
x
If there is only one Authorized Representative, please complete a callback variance letter, provided separately.
Owners and Individuals with authority over Client's Account(s) Should Complete This Section (line out unused lines).By signing here, each person agrees to the terms and conditions contained in the Master Funds Transfer Agreement and SecurityProcedures--Global Trust Services and declares under penalty of perjury that the following is true and correct: (1) I am authorized to makethis declaration and hold the position (if any) listed next to my name; (2) Each person listed as an Authorized Signer in this "Agree To Terms"section has authority to enter into or change any agreement with the Bank relating to funds transfers on behalf of Client including, but notlimited to, authority to add or delete Authorized Representatives and designated accounts; (3) No other person's authorization isnecessary to bind the Client for purposes of funds transfers; (4) This Funds Transfer Authorization supersedes and replaces all priorFunds Transfer Authorizations already in effect, but shall not be deemed to supersede existing standing instructions related to theaccount(s); (5) You agree that we may monitor or record our telephone conversations with you and your Authorized Representatives.
6. Resolution and Certification
5. Agree to Terms
TitleSignatureAuthorized Signer (Printed Name)
The following Resolutions are provided by the Secretary of: Corporations, Board of Trustees, Unincorporated Associations, or Other Entities. RESOLVED, that the individual(s) listed as an "Authorized Signer" in the "Agree to Terms" section of this Funds Transfer Authorization arehereby authorized to enter into or change any agreement with MUFG Union Bank, N.A. ("Bank") relating to and directing the transfer of fundsfrom the account(s) of the Client, whether in person, in writing, or by means of telephone, electronic transmission, or facsimile, and arefurther authorized to add or delete designated accounts and Authorized Representatives who may initiate funds transfers and receivecallbacks and advices; FURTHER RESOLVED, that this authorization is in addition to any other authorizations in effect and will remain in force until the Bankreceives written notice of revocation at the address and manner designated by the Bank; CERTIFICATION: I certify that: (1) I am the Secretary or Assistant Secretary of the Client's or Client's Board of Trustees or memberof an unincorporated association or other entity; (2) the resolution printed above is a complete and accurate copy of a resolution duly adoptedby the Client's Board of Directors or by the Client's members (if unincorporated) or Board of Trustees; (3) the resolution is in full force andhas not been revoked or changed.
Certified By Secretary or Designee of: Corporation; Board of Trustees; Unincorporated Association; or Other Entity
SIGNATURE DATENAME
In place of the Resolution and Certification in this Section 6, please refer Instead to the Board Resolution provided to
MUFG Union Bank, N.A. on _________________________.
SIGNATURE DATENAME
Complete the following section to designate the authorized signers for a Third Party Entity as additional Authorized Representatives toinitiate funds transfers and receive callbacks. By designating a Third Party Entity in this section, Client hereby authorizes Bank to refer tothe list of authorized signers for the designated Third Party on file with the Bank as of the date of receipt of each funds transfer request.
4. Authorized Representatives (continued)
NAME OF DESIGNATED THIRD PARTY ENTITY TELEPHONE NUMBERN/A
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